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Item 7. Management’s Discussion and Analysis

2024-09-30 compared with 2023-03-31 · 241 added, 53 removed, 6 unchanged (98% of the section changed)

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

following discussion of our financial condition and results of operations should be read in conjunction with our audited financial statements

and the notes to those financial statements appearing elsewhere in this Report.

statements in this Report constitute forward-looking statements.

These forward-looking statements include statements, which involve risks

and uncertainties, regarding, among other things, (a) our projected sales, profitability, and cash flows, (b) our growth strategy, (c)

anticipated trends in our industry, (d) our future financing plans, and (e) our anticipated needs for, and use of, working capital.

are generally identifiable by use of the words “may,” “will,” “should,” “anticipate,”

“estimate,” “plan,” “potential,” “project,” “continuing,” “ongoing,”

“expects,” “management believes,” “we believe,” “we intend,” or the negative of these

words or other variations on these words or comparable terminology.

In light of these risks and uncertainties, there can be no assurance

that the forward-looking statements contained in this filing will in fact occur.

You should not place undue reliance on these forward-looking

forward-looking statements speak only as of the date on which they are made, and, except to the extent required by federal securities

laws, we undertake no obligation to update any forward-looking statements to reflect events or circumstances after the date on which

the statements are made or to reflect the occurrence of unanticipated events.

Green Land Corporation (the “Company” or “we” or “our”) was incorporated under the laws of the

State of Nevada on March 6, 2008, under the name of Henry County Plywood Corporation, as successor by merger to a Virginia

corporation incorporated in May 1948 under the same name.

On March 17, 2009, we changed our name from “Henry County Plywood

Corporation” to “Sino Green Land Corporation”.

On January 7, 2020, we renamed from “Sino Green Land

Corporation” to “Go Silver Toprich, Inc.”.

On August 31, 2020, we changed the name from “Go Silver Toprich,

Management’s discussion and analysis of financial condition and results of operation

following discussion and analysis should be read in conjunction with our financial statements and related notes thereto.

Looking Statements

following information specifies certain forward-looking statements of the management of our Company.

Forward-looking statements are statements

that estimate the happening of future events and are not based on historical fact.

Forward-looking statements may be identified by the

use of forward-looking terminology, such as may, shall, could, expect, estimate, anticipate, predict, probable, possible, should, continue,

or similar terms, variations of those terms or the negative of those terms.

The forward-looking statements specified in the following

information statement have been compiled by our management on the basis of assumptions made by management and considered by management

to be reasonable.

Our future operating results, however, are impossible to predict and no representation, guaranty, or warranty is to

be inferred from those forward-looking statements.

assumptions used for purposes of the forward-looking statements specified in the following information represent estimates of future

events and are subject to uncertainty as to possible changes in economic, legislative, industry, and other circumstances.

the identification and interpretation of data and other information and their use in developing and selecting assumptions from and among

reasonable alternatives require the exercise of judgment.

To the extent that the assumed events do not occur, the outcome may vary substantially

from anticipated or projected results, and, accordingly, no opinion is expressed on the achievability of those forward-looking statements.

We cannot guaranty that any of the assumptions relating to the forward-looking statements specified in the following information are

accurate, and we assume no obligation to update any such forward-looking statements.

Such forward-looking statements include statements

regarding our anticipated financial and operating results, our liquidity, goals, and plans.

forward-looking statements in this Form 10 are based on information available to us as of the date of this report, and we assume no obligation

to update any forward-looking statements.

Company was incorporated under the laws of the State of Nevada on March 6, 2008, under the name of Henry County Plywood Corporation,

as successor by merger to a Virginia corporation incorporated in May 1948 under the same name.

On March 17, 2009, the Company changed

its name from “Henry County Plywood Corporation” to “Sino Green Land Corporation”.

During 2009 to 2011, the Company

was principally engaged in the wholesale distribution of premium fruits in China.

In 2011, the Company was delinquent in statutory filings,

and the last annual report, Form 10-K for the year ended June 30, 2010, was filed to the SEC on March 31, 2011, and the last Form 10-Q

for the period ended September 30, 2011, was filed to the SEC on November 14, 2011.

December 30, 2019, the Eighth District Court of Clark County, Nevada granted the Application for Appointment of Custodian, to Custodian

Ventures LLC.

David Lazar (“Mr.

Lazar”), on behalf of the Custodian Ventures LLC, was awarded with custodianship and

appointed as sole officer and director of the due to the Company’s ineffective board of directors, revocation of corporate charter,

and abandonment of business.

On January 7, 2020, Mr.

Lazar announced the Court Order and the Change in Principle Officer through Form

The filing also mentioned the change of Company’s name from “Sino Green Land Corporation” to “Go

Silver Toprich, Inc.”.

On June 10, 2020, a settlement agreement was entered between the Company, Custodian Ventures, LLC, and Mr.

Pursuant to the agreement, Custodian Ventures LLC shall dismiss its custodianship, and the Company shall resume its business operations,

and each party shall provide each other mutual release.

In consideration of the release, the Company was required to pay Custodian Ventures

LLC $15,000 towards its costs and expenses as the settlement to dismiss its custodianship with the Court.

On July 2, 2020, the custodianship

was discharged by the Court and Mr.

Lazar resigned as sole officer and director of the Company.

The former officer, Mr.

Luo Xiong (“Mr.

Luo”) was re-appointed as Chief Executive Officer and director of the Company.

July 2, 2020, along with the resumption of the Company’s business operations, Ms.

Wo Kuk Ching (“Ms.

Wo”), spouse of

Luo has served as President and director of the Company, Ms.

Wong Ching Wing (“Elise”), daughter of Ms.

Wo has served

as Chief Financial Officer, Treasurer and director of the Company, and Ms.

Wong Erin (“Erin”), another daughter of Ms.

has served as Secretary of the Company, respectively.

On August 31, 2020, the Company changed its name from “Go Silver Toprich,

Inc.” back to “Sino Green Land Corporation”.

current name is Sino Green Land Corporation, and our fiscal year end is December 31.

December 2, 2021, Mr.

Luo submitted his resignation as Chief Executive Officer and director of the Company to the board of directors

effective June 30, 2021.

from June 30, 2021, Ms.

Wo serves as Chief Executive Officer.

Wo currently holds the positions of Chief Executive Officer, President, and director of the Company, respectively.

Green Land Corp.

(“SGLA” or the “Company”) is a US holding company incorporated in Nevada.

We conduct our business

through our Malaysia subsidiary “Tian Li Eco Holdings Sdn.

Bhd” (“Tian Li”), which is an environmental protection

technology, recycling and renewal of plastic waste bottles and packaging materials being recycled and sale of recovered and recycled

products, a company incorporated and based in Malaysia.

With the mission to rooted in advocating for waste recycling, aiming for a sustainable

environmental future.

With its strategic initiatives, the company’s objective is to become a prominent environmental recycling

entity in Asia over the coming five years.

of Operations

and Cost of Revenues

revenues and cost of revenues were recorded for the years ended December 31, 2022, and 2021, respectively.

and Administrative (G&A) Expenses

general and administrative (G&A) expenses were $35,659 and $143,983 for the years ended December 31, 2022, and 2021, respectively.

In 2022, these G&A expenses comprised of accounting fee of $7,500, audit fee of $12,000, transfer agent fee of $2,578, state filing

fee of $930 and other professional fee of $12,651, respectively.

Years Ended June 30,

Cost of revenues

Operating expense

Interest income

Interest expense

$ (1,077,360 )

revenues totaled $2,088,028 for the year ended June 30, 2024, an increase of $636,482, or 228%, as compared to the revenue for the year

ended June 30, 2023.

The increase in net revenues was mainly due to an increase in sales of plastic recycle products as a result

of the increase in orders from the third parties.

The Company had 33 clients for the year ended June 30, 2024, increase of

21, as compared to the number of clients for the year ended June 30, 2023.

Meanwhile, the total sales orders also increased from 49 to

250 in two years.

of revenues totaled $2,163,421 for the year ended June 30, 2024, an increase of $1,111,160, or 106%, as compared to for the year ended

June 30, 2023.

The increase in cost of revenue was due to the unit cost is higher in line with our revenue increase.

loss was $75,393 and $415,779 for the years ended June 30, 2024 and 2023 respectively.

Gross loss decreased $340,386 for the year ended

June 30, 2024 primarily due to the improvement of production efficiency

and administrative expenses totaled $643,767 for the year ended June 30, 2024, a slight decrease of $723, as compared to the year

ended June 30, 2023.

loss totaled $798,804 for the year ended June 30, 2024, an decrease of $278,556, of 26%, as compared to the net loss of $1,077,360

for the year ended June 30, 2023.

The decrease was primarily due to the cost of revenue increase.

and Capital Resources

of December 31, 2022, we had no cash balance and $222,658 in outstanding liabilities, including $208,140 due to our former CEO, Lou

Xiong, a related party.

We do not have sufficient cash on hand to fund our ongoing operational expenses for the next 6 months.

will need to raise funds to maintain our operations and to pay our ongoing operational expenses.

Additional funding will likely come

from equity financing from the sale of our Common Stock.

If we are successful in completing an equity financing, existing

shareholders will experience dilution of their interest in our Company.

We do not have any financing arrangement and we cannot

provide investors with any assurance that we will be able to raise sufficient funding from the sale of our Common Stock to fund our

operations and ongoing operational expenses.

In the absence of such financing, our business will likely fail.

assurances that we will be able to achieve further sales of our Common Stock or any other form of additional financing.

Accounting Policies and Estimates

preparing these financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities

in the balance sheets, and revenues and expenses during the periods reported.

Actual results may differ from these estimates.

Sheet Arrangements

of December 31, 2022, we have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future

effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital

expenditures or capital resources that are material to our stockholders.

Years Ended June 30,

Total current assets

Total current liabilities

Working capital deficit

$ (2,679,437 )

$ (1,263,246 )

$ (1,416,191 )

of June 30, 2024, We had total current assets of $834,790 consisting of cash on hand of $28,858, accounts receivables of $76,738, inventory

of $664,400, and prepayments and other current assets of $64,794, compared to total current assets of $480,602 as of June 30, 2023.

increase was mainly due to the increase in inventory and account receivable in 2024.

We had current liabilities of $3,514,227 consisting

of accounts payable of $107,466, contract liabilities of $68,048, financing lease liabilities $18,866, convertible note of $750,000 , accrued

liabilities of $156,117, current portion of bank and short-term borrowings of $320,720 and amount due to related parties of $2,093,010

compared to total current liabilities of $1,743,848 as of June 30, 2023.

Company’s net loss was $798,804 and $1,077,360 for the years ended June 30, 2024 and 2023, respectively.

Years Ended June 30,

Cash flows (used in) operating activities

Cash flows (used in) investing activities

Cash flows provided by financing activities

Effect of exchange rate changes on cash and cash equivalents

Net changes in cash and cash equivalents

Flow from Operating Activities

flow used in operating activities for the years ended June 30, 2024 was $752,278 and $922,202 for the year ended June 30, 2023, respectively.

The decrease in net cash used in operating activities was mainly due to the fact that the decrease from the net loss.

Flow from Investing Activities

flow used in investing activities was $876,102 as compared to the amount of $584,201 provide by investing activities for the year ended

June 30, 2023, reflecting an increasement of $291,901.

The increase in net cash flow used in investing activities was mainly due to acquisition

of property and equipment.

Flow from Financing Activities

flow provided by financing activities was $1,462,064 and $1,624,728 for the year ended June 30, 2024 and 2023, respectively.

increase in net cash provided by financing activities was mainly due to the increase in amount due to related parties and short term

bank borrowing .

requirement for short term and long term

of June 30, 2024, the Company financed capital requirement through personal short-term loan and OCBC Bank in Malaysia for further expansion,

details are as follows:

June 30, 2024

June 30, 2023

Loan from XU LIMING

Loan from ZHANG YAFEI

Loan from OCBC Bank in Malaysia

Aggregate outstanding principal balances

current portion

Total non-current borrowings

Material Cash requirement

addition to the financing arrangements discussed above, we are a party to numerous contracts and arrangements obligating it to make cash

payments in future years.

We expects current liabilities to be paid within the next twelve months.

In addition to the items already discussed,

the following represents material expected cash requirements recorded on Consolidated Balance Sheets at June 30, 2024.

Such obligations

Lease liabilities – See Note 10

commitment and uncertainties that likely to result in material changes in liquidity

the issues mentioned above, the Company has no other uncertainties that is likely to result in material changes in liquidity based on

management’s understanding and knowledge.

Accounting Policies and Estima tes

accounting policies are discussed in detail in the footnotes to our financial statements included in this Annual Report on Form 10-K

for the year ended June 30, 2024.

However, we consider our critical accounting policies to be those related to revenue recognition, allowance

of doubtful accounts and impairment of intangible asset and goodwill.

critical estimates include estimates used to review the Company’s goodwill impairments and estimations of recoverability for intangible

The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable in

the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that

are not readily apparent from other sources.

of Presentation

financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States

of America (“U.S.

GAAP”) and are expressed in US dollars.

preparation of financial statements in conformity with U.S.

GAAP requires management to make estimates and assumptions that affect the

reported amounts of liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported

amounts of revenues and expenses during the reporting period.

The most significant estimates relate to revenue recognition, valuation

of accounts receivable and inventories, income taxes, and contingencies.

The Company bases its estimates on historical experience, known

or expected trends, and various other assumptions that are believed to be reasonable given the quality of information available as of

the date of these financial statements.

The results of these assumptions provide the basis for making estimates about the carrying amounts

of assets and liabilities that are not readily apparent from other sources.

Actual results could differ from these estimates.

Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No.

2014-09, Revenue from

Contracts with Customers (Topic 606) outlines a single comprehensive model for entities to use in accounting for revenue arising

from contracts with customers.

The guidance provided in Accounting Standards Codification (“ASC”) Topic 606 (“ASC 606”)

requires entities to use a five-step model to recognize revenue by allocating the consideration from contracts to performance obligations

on a relative standalone selling price basis.

Revenue is recognized when a customer obtains control of promised goods or services in

an amount that reflects the consideration that the entity expects to receive in exchange for those goods or services.

The standard also

requires new disclosures regarding the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with

ASC 606 also includes Subtopic 340-40, Other Assets and Deferred Costs – Contracts with Customers , which requires

the deferral of incremental costs of obtaining a contract with a customer.

Accounting Pronouncement

June 2016, the FASB issued Accounting Standards Update (“ASU”) No.

2016-13, Financial Instruments – Credit Losses (Topic

326), Measurement of Credit Losses on Financial Instruments.

2016-13 was further amended in November 2020 by ASU No.

Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842).

As a result, ASC

Topic 326, Financial Instruments – Credit Losses is effective for smaller reporting companies for fiscal years beginning after

December 15, 2022, including interim periods within those fiscal years.

The Company adopted ASU No.

2016-13 on January 1, 2023 and the

adoption did not have a material impact on the Company’s consolidated financial statements.

at this report date, we had a total of 49 employees, out of which 37 were foreign workers.

We are subject to certain approvals for employment

of foreign workers and have obtained letters of approval by the Ministry of Home Affairs of Malaysia.

We anticipate hiring necessary

personnel based on an as needed basis only on a per contract basis to be compensated directly from revenues.

mailing address and global operations are situated at No.

3 & 5, Jalan Hi Tech 7/7, Kawasan Perindustrian Hi Tech 7, 43500 Semenyih,

Selangor, Malaysia.

Ownership of Certain Beneficial Owners and Management

following table sets forth certain information with respect to the beneficial ownership of our voting securities following the completion

of the Reverse Merger described in Items 1.01 of this report by (i) any person or group owning more than 5% of any class of voting securities,

(ii) each director, (iii) our chief executive officer and (iv) all executive officers and directors as a group as of June 30, 2024.

Shares of Common

Directors and officers

Wo Kuk Ching (2)

Wong Ching Wing

All directors and officers

5% Shareholders

Empower International Trading Sdn.

Luo Xiong is the beneficial owner and is deemed to hold the voting and dispositive power over the Company’s common stock held by

Empower International Trading Sdn.Bhd.

Wo Kuk Ching has served as our President and Director since July 2, 2020, and serves as Chief Executive Officer after the departure of

our former Chief Executive Officer.

are no other officer or director 5% shareholders.

otherwise indicated in the footnotes to this table and subject to community property laws where applicable, each of the stockholders

named in this table has sole or shared voting and investment power with respect to the shares indicated as beneficially owned.

as set forth above, applicable percentages are based upon 161,809,738 shares of common stock to be outstanding.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis